Mr. Sanni Mansir -Vs- First Bank of Nigeria Limited- National Industrial Court of Nigeria

IN THE NATIONAL INDUSTRIAL COURT OF NIGERIA

IN THE LAGOS JUDICIAL DIVISION

HOLDEN AT LAGOS

BEFORE HIS LORDSHIP HON. JUSTICE (PROF) ELIZABETH A. OJI

DATE: MONDAY 19^TH OCTOBER 2026 SUIT NO: NICN/LA/496/2020

BETWEEN:

MR. SANNI MANSIR CLAIMANT

AND

FIRST BANK OF NIG. LIMITED DEFENDANT

Representation:

Monday Mawah for the Claimant with Joseph Simon

O. Umemuo for the Defendant with Damilola Akande

JUDGMENT

Introduction and Claims

1. The Claimant commenced this suit by a Complaint and Statement of Facts dated 27 November 2020, together with the other frontloaded processes. He claims against the Defendant as follows:

1. A declaration that the purported termination of his appointment on the basis of the unfounded and unsubstantiated allegation of Alhaji Jangebe is null and void and of no effect whatsoever.

2. A declaration that the finding of the Disciplinary Committee, which did not allow him to call his witness, violates his right to fair hearing and the rules of natural justice.

3. An order setting aside and reversing the purported termination of his appointment.

4. An order compelling the Defendant to pay all his entitlements from the date of the purported termination up to the present.

5. An order compelling the Defendant to pay N500,000,000 as damages for the unjustifiable, illegal and unlawful termination of his appointment.

6. N5,000,000 as the cost of this action.

2. The Defendant entered its defence on 21 June 2021, deemed properly filed on 23 June 2021. The Defendant also filed a Counterclaim claiming:

1. N5,101,019.95 being the balance of two loans obtained from the Counterclaimant and an unearned allowance;

2. Interest at 21% from 28 April 2020 until judgment, and thereafter at 15% until the judgment debt is fully liquidated;

3. Cost of the suit.

3. On 24 September 2021, the Claimant filed a Reply to the Statement of Defence and a Defence to the Counterclaim. However, no Statement on Oath accompanied the Reply, and no evidence was led in proof of the facts pleaded therein. That Reply and Defence to Counterclaim are accordingly deemed abandoned. This was the state of the pleadings on which the trial proceeded. Trial re-commenced in the suit on 31st January 2023 after the suit was transferred to this Court. The Claimant testified for himself and called one other witness, Comrade Abayomi Oluwafemi Arabambi (CW2). At the proceedings of 31st January 2023, the Claimant adopted his Witness Statement on Oath sworn on 3 December 2020. At the proceedings of 2 November 2023, the Claimant tendered and the following documents were admitted:

Letter of employment — Exhibit C1
2017 Promotion letter — Exhibit C2
North Region 2019 Business Management score sheet — Exhibit C3
Petition dated 5 December 2019 — Exhibit C4
Letter of invitation from EFCC Sokoto Zone dated 23 January 2020 — Exhibit C5
Letter to the Defendant dated 20 November 2019 — Exhibit C6
Letter to the Defendant dated 25 November 2019 — Exhibit C7
Printout complaint from Alhaji Jangebe and query dated 21 November 2019 — Exhibit C8
Printout of the response dated 22 November 2019 — Exhibit C9
Printout invitation dated 2 January 2020 — Exhibit C10
Letter of termination dated 10 February 2020 — Exhibit C11
Letter dated 4 August 2020 — Exhibit C12
Defendant's letter dated 7 April 2020 — Exhibit C13

4. CW2, Comrade Abayomi Oluwafemi Arabambi, testified on 5 March 2024 and adopted his Witness Statement on Oath sworn on 28 February 2022. He tendered three documents, admitted as Exhibits C14 to C16 (letters of clarification). During cross-examination, the Defendant's counsel tendered through CW2 a letter of domiciliation, admitted as Exhibit C17. The Defendant opened its defence on 21 May 2024 and called one witness, Laurel Odewale (DW), who adopted her Witness Statement on Oath sworn on 21 June 2021. Through her, the following were admitted:

Letter of domiciliation of payment — Exhibit D1
Statements of account — Exhibit D2
Email of 21 November 2019 — Exhibit D3
Email response of 22 November 2019 — Exhibit D4
Employee Handbook — Exhibit D5
Letter dated 10 February 2020 — Exhibit D6
Application for staff car loan dated 4 November 2018 — Exhibit D7
Letter of offer of facility — Exhibit D8
Loan and title documents — Exhibit D9
Letter dated 13 May 2020 — Exhibit D10
Disciplinary Hearing report — Exhibit D11
Caution letter dated 10 August 2016 — Exhibit D12
Caution letter dated 7 June 2019 — Exhibit D13

THE CASE OF THE CLAIMANT

4. The Claimant was employed by the Defendant on 22 March 2005 and his appointment was converted to full employment on 4 November 2005. He served for approximately fifteen years and rose through the ranks — Senior Banking Assistant (2007), Banking Officer (2010), Senior Banking Officer (2013), and Assistant Manager (2017). At termination, he was Branch Manager of the Dutsinma Branch, Katsina State. The Claimant pleads an unblemished record and highlights his 2019 performance, in which he exceeded all his Key Performance Indicators. He contends that the Defendant's practice entitled him to promotion on that performance, yet he was not promoted. His case on the termination is that it arose not from any misconduct, but from his refusal to collude in a fraud with Alhaji Jangebe, a wealthy customer of the Defendant. The Claimant avers that Jangebe gave him N31,199,900 to deliver to Abayomi Oluwafemi, which he duly delivered; that Jangebe later asked him to misrepresent to Oluwafemi that the money was a bank loan attracting interest; and that upon his refusal, Jangebe threatened him. He further avers that Jangebe petitioned the EFCC Kaduna Zone, which cleared him; that Jangebe then petitioned the EFCC Sokoto Zone; that he was detained and forced to make statements and sign undertakings under duress; and that Oluwafemi wrote confirming he received all the money. The Claimant's case on the termination itself is that Jangebe wrote to the Defendant making the same allegations; that the Defendant issued a query dated 21 November 2019 demanding a response by noon the next day; that he responded promptly; that Oluwafemi wrote confirming delivery of the money by letter dated 25 November 2019. Despite this, he was invited before a Disciplinary Committee on 7 January 2020; that at the hearing he was shown Jangebe's petition and requested that Oluwafemi be called as a witness, but the panel refused; and that on 10 February 2020 he received a letter terminating his appointment. He contends that the termination was based on unsubstantiated allegations, was unjustifiable and unlawful, breached his right to fair hearing, and offended the rules of natural justice.

THE CASE OF THE DEFENDANT

5. The Defendant's case is that the Claimant, a former Branch Manager, was lawfully terminated for gross misconduct after admitting to parallel banking, financial intermediation between customers, and receiving personal gratification. The Defendant admits the employment relationship, denies that it is a public company as alleged, and puts the Claimant to the strictest proof of the material facts. The Defendant contends that the Claimant's confirmation was routine and his promotions were part of a general scheme, not a reward for exceptional service; contrary to his claim of a spotless record, he had been cautioned twice — for an overpriced fixed deposit on 27 July 2016 and for staff accounts with more than ten credits in a month on 10 January 2019; there was no policy entitling him to promotion in 2019, and he was never denied promotion. On the Jangebe–Agritrade transaction, the Defendant avers that: the transaction was a private matter to which the bank was not a party; the Claimant, as Branch Manager, acted as intermediary to broker a loan between two customers — Jangebe Investment Ltd and Option One Agritrade Nigeria Ltd; he falsely represented to Agritrade that the loan came from proceeds of a bank loan to Jangebe, when no such loan existed; he extracted a Letter of Domiciliation from the Zamfara State Ministry of Finance, as though the bank was financing the contract; the escalation of Agritrade's debt to about N36,000,000 was largely interest computed by the Claimant over years of non-payment; to pressure Agritrade into accepting the interest, he falsely claimed the bank was about to sell Jangebe's property; several suits are pending between the Claimant, Jangebe and Agritrade, alongside an EFCC investigation; he offered banking services to customers without the bank's knowledge, brokering the loan for his personal benefit. On the disciplinary process, the Defendant avers that: the Claimant did not inform his employer of the EFCC invitation until the EFCC wrote to the bank; a query was issued by email on 21 November 2019; in his response of 22 November 2019, the Claimant admitted acting as intermediary and admitted receiving gratification of N2,100,000 as a "recovery fee" from Jangebe and a further N1,100,000 as a "friendly loan," received through his personal account and his children's accounts; he admitted signing an EFCC undertaking to repay about N22,760,000, claiming duress; the matter was referred to the Audit Unit and then to a Disciplinary Committee; he was given all documents and responded to them; he did not request to call Abayomi Oluwafemi as his infraction was not diversion of money but parallel banking, intermediation, gratification and conflict of interest. The Defendant maintains he was given a fair hearing: he was queried, he responded, the Audit Unit engaged him, and he appeared before a Disciplinary Committee. The Committee found gross misconduct and conflict of interest in:

(1) providing financial intermediation between two customers for personal gain, (2) meddling with customers' accounts as though loans were granted by the bank, and (3) exposing the bank to possible litigation. His conduct breached the bank's policy on parallel banking, conflict of interest and personal gratification under his contract and the Employee Handbook (Exhibit D5). He was terminated by letter dated 10 February 2020.

6. In counterclaim, the Defendant/Counterclaimant avers that the Claimant is indebted to the bank in a consumer auto loan of N4,000,000 (application dated 4 December 2018) used to purchase a Toyota Corolla, pledged as collateral; a consumer mortgage loan of N5,000,000 (application dated 15 September 2008) under a Personal Home Loan Agreement; at termination, the indebtedness stood at N5,611,441.45. The bank demanded payment within ninety days by letter dated 13 May 2020. The Claimant made repayments until December 2020, leaving N5,101,019.95; despite demands, he has failed and refused to repay. The current indebtedness is shown as follows:

Item	Current Indebtedness	Account Number
Consumer Auto Loan	N2,568,021.57 (19 April 2021)	319C010025655
Consumer Mortgage Loan	N1,979,686.53 (28 April 2021)	5696110000198
Unearned Allowance	N553,311.85	—
Total	N5,101,019.95

THE DEFENDANT’S SUBMISSIONS

7. The Defendant/Counterclaimant submits that the Claimant has failed to prove his case, that his termination was lawful, and that the Court should dismiss his suit while granting the Counterclaim for the unpaid loans. The Defendant set out two issues for determination:

· Whether, considering the evidence before the Court, the Claimant's reliefs ought not to be dismissed.

· Whether the Defendant/Counterclaimant has established its case to entitle it to judgment on the Counterclaim.

8. On Issue One the Defendant argues the Claimant failed to prove his case on a preponderance of evidence, relying on sections 131(1) and 133(1) of the Evidence Act 2011. Its central proposition is that where an employee alleges wrongful termination, the onus is on the employee to place the contract of employment before the Court and prove how its terms were breached. It relies on Mr. Eniiwomake Richard Ovivie & Ors v. Delta Steel Company Ltd [2023] 14 NWLR (Pt. 1904) per Abba Aji JSC. The Defendant says the Claimant pointed to no provision of his contract that the Defendant breached. It emphasizes that the contract includes the offer letter, staff handbook and policies, citing Registered Trustees Ikoyi Club 1938 v. Ikujuni (2019) LPELR-47373(CA). It adds that the termination complied with paragraph 8.10 of Exhibit D5 (Employee Handbook), which permits termination by one month's notice or salary in lieu - and the Claimant was paid one month's salary in lieu. On the issue of Conflict of Interest and Parallel Banking; the Defendant's core submission is that the Claimant was terminated for parallel banking - using his position to provide banking services to customers outside his employment - which is gross misconduct under Clauses 5.10, 5.13 and 14.5 of the Employee Handbook. It stresses that the Claimant:

brokered an interest-bearing loan between two customers of the bank;
admitted being paid N2.1 million for his services;
used his own accounts and those of his children to receive payments;
used the bank's name and office to extract the Letter of Domiciliation and to place liens on a customer's account;
did all this during banking hours and using the bank's position.

9. The Defendant argues these are admitted facts, which need no further proof, relying on Gbadamosi v. Kabo Travels Ltd (2000) 8 NWLR (Pt. 668) 243 and Baalo v. FRN (2016) LPELR-40500(SC). It further relies on Noah Lawal v. Ecobank Nigeria Plc, Suit No. NICN/ABJ/80/2013 (delivered 9 February 2015), for the proposition that an employee who works against the employer's business interest commits gross misconduct warranting dismissal. The Defendant reframes the issue: the question is not whether the Claimant embezzled, but whether he was entitled to act as he did under his contract, and submits that he plainly was not. On the lack of fair hearing allegation, the Defendant submits that the Claimant was issued a query (Exhibit C8) and responded (Exhibit C9); he appeared before a Disciplinary Committee, whose report is Exhibit D11; and the procedure in the contract was followed. It relies on FUT Yola v. Maiwuya (2010) LPELR-9001 (CA) for the principle that all the employer need show is that the allegation was disclosed, fair hearing given, and procedure followed and that where the employee admits the misconduct, fair hearing is satisfied. It also cites Stephen Izonebi v. Federal Judicial Commission, Suit No. NICN/ABJ/240/2013 (delivered 11 February 2015). On the Claimant's claim that he was denied the chance to call CW2 before the panel, the Defendant answers that the Claimant had already tendered Exhibit C14 (Abayomi's letter stating the same facts), that he was never denied an opportunity to call a witness, and that CW2's testimony would not have changed the outcome.

10. On Issue Two; the Defendant submits the Claimant is indebted and that this is uncontroverted. On the Claimant's "insurance" defence, the Defendant says no insurance contract was produced, no premium proved, and no payment by any insurer shown and that the contract simply does not exist. It relies on the principle that a debtor who admits taking a loan bears the burden of proving repayment: GTB Plc v. Demrowl Int'l Co. Ltd (2023) LPELR-61458(CA); Oyelade v. FBN (2021) LPELR-56653(CA); and Okoli v. Morecab Finance (Nig.) Ltd (2007) All FWLR (Pt. 369) 1164. On the interest on the loan, the Defendant claims 21% pre-judgment interest as customary for banks on outstanding debt, and 15% post-judgment interest under the Rules of Court. It relies on Air France & Anor v. Owualah (2018) LPELR-45841(CA) for the grounds on which pre-judgment interest is awarded: agreement of parties, mercantile custom, or equity. It notes the Claimant abandoned his defence to the Counterclaim and led no evidence in support. The Defendant urges the Court to dismiss the Claimant's suit in its entirety; and grant the Counterclaim in the sum of N5,101,019.95, with interest and costs.

THE CLAIMANT’S SUBMISSIONS

11. The Claimant's Final Written Address argues that his termination was wrongful and that he is entitled to his reliefs, advancing two issues for determination:

1. Having regard to the totality of admissible evidence, whether the termination of the Claimant's appointment was wrongfully done. If the Court resolves this issue in favour of the Claimant;

2. Whether or not the Claimant is entitled to the reliefs sought.

On issue one, the Claimant submits that his termination was wrongful and ought to be set aside. He argues that his promotions came from sterling performance, and highlights his 2019 KPIs, all of which he exceeded. The Claimant submits that the gravamen of the Defendant's case, as pleaded in paragraph 7 of the Statement of Defence, was an EFCC investigation and the complaint of Alhaji Jangebe — namely that he received N36,399,000 for Abayomi Oluwafemi but remitted only N13,600,000, diverting the balance of N21,970,000 into his children's accounts. This is confirmed, he argues, by the subject of the Disciplinary Committee memo (Exhibit D11) dated 10 January 2020: "COMPLAINT OF BREACH OF TRUST, STEALING, FRAUD & CORRUPTION AGAINST MANSIR SANI… BY JANGEBE INVESTMENT LTD". The Claimant submits that CW2; the very beneficiary of the money, wrote Exhibits C14 - C16 confirming he received the entire N36,399,000 from the Claimant. Those letters, he argues totally exonerated him of breach of trust, stealing, fraud and corruption; ought to have ended the case against him; yet the Defendant, "like a person trying to give a dog a bad name just to hang it," abandoned its pleaded case and raised parallel banking midway through the proceedings. He contends the Defendant was inconsistent and cannot approbate and reprobate, relying on PDP & Ors v. Ezeonwuka & Anor (2018) 3 NWLR (Pt. 1606), FRN v. Iweka (2013) 3 NWLR (Pt. 1341) 285, Emenike v. PDP (2012) 12 NWLR (Pt. 1315) 556 at 592, and Abubakar v. State (2021) LPELR-54739 (CA), where it was held that litigation is not a hide-and-seek game. The Claimant invokes Section 7(6) of the National Industrial Court Act and argues that the Court must have regard to international best practice; Article 4 of the ILO Termination of Employment Convention 1982, No. 158 that employment shall not be terminated unless there is a valid reason; and Section 254C(2) of the 1999 Constitution (as altered) granting jurisdiction over ratified international conventions. He relies on the unreported decision in Suit No. NICN/PHC/41/2014, Godwin Lawrence Biragbara v. Unity Bank Plc, where the Court held it is bad labour practice to terminate employment for a bad reason or no reason, and on Aloysius v. Diamond Bank Plc [2015] 58 NWLR (Pt. 199) 92. He submits that where an employer gives a reason for termination, the onus is on the employer to prove that reason, relying on Institute of Health, Ahmadu Bello University Hospital v. Mrs Jummai R.I. Anyip (2011) 44 WRN 15-16. The Claimant attacked the three reasons given by the Committee's recommendation:

1. "He provided financial intermediation service for personal gain." The Claimant answered "No! It was not for my personal gain," and denied benefitting from the N2.1 million. The Defendant led no other proof.

2. "He placed a lien on a customer's account without consent," but CW2 himself wrote that he authorised the lien and confirmed on oath:

3. "His action could expose the bank to avoidable litigation;" that this is speculation as there was no litigation against the Defendant.

He concludes that the Defendant moved from pillar to post; from diversion of money, to breach of trust, to parallel banking and was never consistent. He urges the Court to hold the termination wrongful.

12. On Issue two; the Claimant invokes the maxim ubi jus ibi remedium - where there is a right, there is a remedy. He relies on Avient Cargo Airlines & Anor v. Eburue & Ors; Bello & Ors v. A-G Oyo State (1986) 5 NWLR; Abdullahi v. Nigerian Army & Ors (2018) 14 NWLR (Pt. 1639) 272 at 295; UBA Plc v. Edeh, citing Oriarzi v. A-G Rivers State (2017) LPELR-41737, BFI Group Corporation v. BPE (2012) LPELR-9339, and Eze v. Gov. of Abia State (2014) LPELR-23276 submitting that the termination was with no reason, breached international best practice and therefore wrongful. He argues that even if the Defendant claims it had a reason (Exhibit D11), it failed abysmally to prove that reason; and that having failed to justify the reason, the termination is wrongful and the Claimant is entitled to a remedy.

DEFENDANT'S REPLY ON POINTS OF LAW

13. In its Reply on Points of Law, the Defendant submits that the Claimant's whole argument rests on the notion that because he did not embezzle the money meant for CW2, the Defendant could not terminate him for parallel banking and conflict of interest. The Defendant says this flows from a fundamental error: the Claimant's counsel elevated the query to the status of a Charge or Information in a criminal proceeding, and then argued the "charge" was defective because its heading referred to fraud and breach of trust rather than parallel banking. The Defendant submits that the correct test is whether the termination complied with the terms and conditions of the contract of employment. On that test, the Defendant insists the burden lies on the Claimant to prove such a breach, and he has not discharged it. The Defendant denies any inconsistency between the query (Exhibit C8) and the termination. It says it has been consistent from the moment the query was issued through to termination, and that the Claimant clearly knew and understood the allegations against him, as shown by his own response (Exhibit C9). The Defendant argues that the Claimant's reliance on Suit No. NICN/PHC/41/2014, Biragbara v. Unity Bank Plc is misplaced. It argues that in that case, the employer gave no valid reason at all; the employee "woke up one morning" to find his employment terminated; here, the Claimant knew why he was terminated, has stated the reasons himself in his pleadings and evidence, and acted in a manner that put his personal interest in conflict with his employer's; unlike Biragbara, this Claimant was queried and faced a disciplinary hearing before dismissal. The Defendant also distinguishes the Claimant's reliance on Emenike v. PDP & Ors (2012) LPELR-7802(SC). It says that case involved a party who argued in one breath that its guideline was breached and in another that the guideline was unconstitutional - a genuine case of inconsistency. Here, the Defendant says it has consistently relied on the contract of employment (Exhibits C1 and D5). The Defendant submits the Claimant is effectively asking the Court to sit on appeal over the disciplinary hearing. It argues it is trite that a court cannot re-evaluate evidence or re-hear a matter decided by a disciplinary committee. At most, the Court may determine whether the appropriate procedure was adhered to; and fair hearing was afforded the disciplined employee. The Defendant relies on University of Lagos v. Aigoro (1985) 1 NWLR (Pt. 1) 143 — where a competent administrative tribunal exercises its discretion according to law, the court has no power to re-hear the matter except on appeal or judicial review for procedural irregularity or breach of fundamental rights; and Legal Practitioners Disciplinary Committee v. Gani Fawehinmi (1985) 2 NWLR (Pt. 7) 300 that Courts may intervene only where the committee exceeded its jurisdiction or violated natural justice. The Defendant urges the Court to uphold the contract of employment and give effect to it; note that the Claimant admitted acting in a manner that eroded his employer's confidence by diverting its customers to himself; and uphold the termination as made pursuant to the contract.

COURT’S DECISION

14. Having regard to the pleadings, the evidence and the submissions of counsel, I consider the following issues necessary for the determination of this suit:

1. Whether the Claimant's Reply to the Statement of Defence and Defence to the Counterclaim are competent, and whether their abandonment affects the case.

2. Whether the termination of the Claimant's appointment was wrongfully done, and if so, whether the Claimant is entitled to the reliefs sought.

3. Whether the Defendant/Counterclaimant has established its case to entitle it to judgment on the Counterclaim.

15. Issue One - Whether the Claimant's Reply and Defence to the Counterclaim are competent. The Defendant submits that the Reply and Defence to Counterclaim were filed without any accompanying Statement on Oath, and that no evidence was led in proof of the facts pleaded in them. It contends that they are therefore deemed abandoned. The law is settled that pleadings are not evidence, and that averments in a pleading unsupported by evidence are deemed abandoned. See Newbreed Organisation Ltd v. J.E. Erhomosele (2006) 5 NWLR (Pt. 974) 499. I have examined the record. The Reply was filed on 24 September 2021 and no Statement on Oath accompanied it. The Claimant's witness statements on oath relate to his Complaint, and he led no evidence specifically in support of the Reply's averments. That said, the consequences must be properly understood. The abandonment of the Reply does not automatically mean that the Defendant's averments are deemed admitted. The rationale is different: the Defendant's averments in the Statement of Defence; being fresh allegations on which the Defendant bears the burden, are simply uncontroverted and the Court will treat them as such. Where the Defendant bears the burden of proving a pleaded fact, the failure of the Claimant to file a Reply does not relieve the Defendant of that burden. See Duggoronmo v. Gotom (2002) 4 NWLR (Pt. 757) 453. I therefore hold that the Reply and Defence to Counterclaim are of no evidential value, and the facts pleaded in them are not established. The Court will confine itself to the case as disclosed by the Complaint, the Statement of Defence, and the evidence led at trial. Crucially, the abandonment of the Defence to the Counterclaim means the Counterclaim is unchallenged on the pleadings, and the only question will be whether the Counterclaimant has proved its case. Issue One is resolved accordingly: the Reply and Defence to Counterclaim are abandoned and carry no weight.

16. Issue two - Whether the termination of the Claimant's appointment was wrongfully done, and if so, whether the Claimant is entitled to the reliefs sought. The Claimant's case, reduced to its essence, is that his employment was terminated on the strength of Alhaji Jangebe's false accusation of embezzlement, and that this accusation collapsed the moment the beneficiary of the funds, CW2, confirmed under oath and in Exhibits C14 to C16 that he received every kobo. From that premise the Claimant argues that the termination rested on no valid reason, that the Defendant abandoned its pleaded case of diversion and improperly manufactured a fresh allegation of parallel banking midway through the proceedings, and that a termination for a bad reason or no reason offends international best practice under Article 4 of the ILO Termination of Employment Convention 1982 (No. 158), read with section 7(6) of the National Industrial Court Act and section 254C(2) of the Constitution. As orderly as this argument may sound at first hearing; it does not survive contact with the record. Where an employee alleges that his termination was wrongful, the onus lies on him to place his contract of employment before the court and to establish the particular term breached; and where the reliefs are declaratory, as they are here, they are granted not on the weakness of the defence nor on admissions but on the strength of the Claimant's own evidence. That is the burden the Claimant assumed the moment he sought declarations that his termination was null and void. The evidential burden of proving a stated reason for termination shifts to the employer only where the employer volunteers such a reason. So the two questions that decide this issue are, first, what was the true reason for the termination, and second, whether that reason was made out and whether the process leading to it was fair.

17. The Claimant's whole edifice rests on a single, and to my mind fatal, misconception that the reason for his dismissal was theft, and theft alone. He builds this on the heading of Exhibit D11, the Disciplinary Hearing report, which is styled "COMPLAINT OF BREACH OF TRUST, STEALING, FRAUD & CORRUPTION AGAINST MANSIR SANI… BY JANGEBE INVESTMENT LTD", and he reasons that once the beneficiary confirmed full receipt, the entire case fell away. But a disciplinary memo is not an Information in a criminal cause, and its heading is not a charge that binds the employer to a single count. The heading of Exhibit D11 records the source and subject of the complaint that triggered the inquiry; it does not record the misconduct the committee found. When one reads past the heading, the committee's findings, reproduced in the Claimant's own written address, were that he "provided financial intermediation service for personal gain", that he placed a lien on a customer's account, and that his action could expose the bank to avoidable litigation. Not one of those findings is a finding of theft. The document the Claimant relies upon to prove that the case against him was diversion of funds is the very document that refutes him. Exhibit D11 does not stop at its heading, and the misconduct it records is intermediation, conflict of interest and the improper use of the bank's instruments. That being so, CW2's exculpatory evidence, however truthful, answers a case the Defendant was not making. I accept that CW2 confirmed receiving the entirety of the funds; but, confirming that no money was stolen does nothing to displace the distinct and independently proved misconduct on which the termination rested. And here the Claimant's own mouth supplies the proof. Under cross-examination the Claimant conceded that Alhaji Jangebe and Mr Abayomi were both customers of the Defendant, that there was an interest-bearing loan transaction between them to which he was "the middleman (loan broker)", that he received the funds through his personal account and the accounts of his children, and that he was aware that the grant of loans with interest is one of the very businesses the Defendant offers its own customers. He further admitted that, to secure repayment of the loan, he placed a lien on a customer's account. These are not incidental concessions. They are the structural facts of the Defendant's case, and they were established from the witness box by the Claimant himself and corroborated by CW2, who testified that "To ensure repayment of the loan, the Claimant made CW2 to extract a Letter of Domiciliation of payment from the Zamfara State government", and that "To ensure that Alhaji Jangebe gets paid when funds are paid to CW2's account, the Claimant placed a lien on CW2's account." The Letter of Domiciliation came into evidence as Exhibit C17, and again as Exhibit D1, and it establishes that government contract proceeds were routed through a customer's account with the bank to secure a private loan the Claimant had brokered.

18. The Claimant accused the Defendant of approbating and reprobating; moving from an allegation of diversion to one of parallel banking, and cannot be permitted to shift its ground, on the authority of Emenike v. PDP (2012) 12 NWLR (Pt. 1315) 556 and the line of cases forbidding a party from playing hide-and-seek with its case. The principle is sound but it does not fit these facts. There was no shift. The query, Exhibit C8, the audit reference, and the disciplinary committee were, on DW's unshaken evidence, all concerned with one thing; the "involvement of its staff in the loan transaction". Emenike’s case condemned a party who argued in one breath that a guideline was breached and in the next that the guideline was void; that is genuine inconsistency. Here the Defendant relied throughout on the contract of employment as contained in Exhibits C1 and D5, disavowed none of those documents, and pursued a single consistent theme from query to termination; that a serving Branch Manager had entangled himself and the bank's machinery in a private lending transaction between two of the bank's customers. The Claimant's complaint is not that the Defendant changed its case but that the Defendant's case was never the one he preferred to answer. The point fails. The correct legal test, and the one the Claimant never confronts, is whether the termination complied with the terms of the contract of employment. On that test the Defendant is on solid ground. Paragraph 8.10 of Exhibit D5, the Employee Handbook, permits termination by one month's notice or salary in lieu, and the Claimant was paid one month's salary in lieu. The conduct the Claimant admitted falls squarely within the misconduct provisions of the Handbook; Clauses 5.10, 5.12, 5.13 and 14.5 governing conflict of interest and gross misconduct. The Claimant, for his part, has not pointed this Court to a single provision of his contract that the Defendant breached. That omission is decisive, because the burden to identify the breached term was his and he did not discharge it. His denial that he received the sums for personal gain cannot stand unsupported beside his admission that he received the funds through his personal and his children's accounts, coupled with the record in Exhibit C9 of a N2,100,000 recovery fee and a N1,100,000 friendly loan, and no documentary trail whatever showing onward transmission in full. I found in the evaluation that his bare denial of benefit was less than convincing, and I hold to that finding here. Even taking the underlying loan to be a private matter of assistance between friends, the private character of the loan does not cleanse the Claimant's deployment of the bank's office, its domiciliation machinery, and a lien on a customer's account in its service. That is conflict of interest in its plainest form, and it is gross misconduct under the contract the Claimant signed.

19. On the fair-hearing complaint, the Claimant contends that the committee refused to let him call CW2. However, I see that the very substance of what CW2 would have told the panel; that he received all the money was already before the committee in documentary form as Exhibit C14 and its companions, so that the refusal, if it occurred, deprived the Claimant of nothing. Further, CW2's account went to the stealing allegation and not to the intermediation and lien findings that actually decided the Claimant’s fate. The record establishes that the Claimant was queried (Exhibit C8), responded (Exhibit C9), was engaged by the audit unit, and appeared before the Disciplinary Committee to answer the case against him. The essence of fair hearing in employment discipline is that the employee be told the allegation and given a genuine opportunity to answer it. That is what the audi alteram partem rule requires, and it was satisfied. As held in University of Lagos v. Aigoro (1985) 1 NWLR (Pt. 1) 143 and in Legal Practitioners Disciplinary Committee v. Fawehinmi (1985) 2 NWLR (Pt. 7) 300, the court's role is confined to asking whether the correct procedure was followed and whether natural justice was observed, not to re-hear the case the committee heard. On the record, the procedure was followed and natural justice was observed. There is a further matter that erodes the Claimant's credibility and with it his narrative of the wronged, spotless employee. His pleaded claim of an unblemished disciplinary record is contradicted by Exhibits D12 and D13, the two prior caution letters of 10 August 2016 and 7 June 2019, which he did not credibly displace. A claimant who misstates his own history in a matter this material does not inspire confidence in the rest of his account.

20. The Claimant invoked Biragbara v. Unity Bank Plc and the ILO Convention for the proposition that termination must rest on a valid reason. I accept the principle without hesitation; it is good labour law that an employee should not be dismissed for a bad reason or no reason at all. But the principle rescues the Claimant only if there was no valid reason, as there was. The case of Biragbara concerned an employee who woke to find himself dismissed with no reason given and no hearing afforded. This Claimant was queried, investigated, heard, and dismissed for conduct he substantially admitted from the witness box. The valid reason the Convention requires is present on this record. The termination was for cause, the cause was proved, and the procedure was fair.

21. On this second issue, I find that the termination of the Claimant's appointment was not wrongfully done. It rested on a valid reason; of parallel banking and conflict of interest and was established by the Claimant's own admissions, by CW2's cross-examination, and by Exhibits C17/D1 and D11; it complied with the contract of employment as contained in Exhibits C1 and D5; and it was preceded by a hearing that satisfied the requirements of natural justice. The termination stands proved as lawful. It follows that the Claimant, having failed on the substance, is entitled to none of the reliefs he seeks. The declarations of nullity and of breach of fair hearing fail; there is nothing to set aside or reverse; there are no entitlements to compel beyond what the contract provided and was paid; the claim of N500,000,000 in damages has no foundation once the termination is held lawful; and the claim for costs falls with the rest.

22. The third issue for determination is whether the Defendant/Counterclaimant has established its case to entitle it to judgment on the Counterclaim. Here the evidence runs almost entirely one way. The Defendant proved, through DW and Exhibits D7, D8 and D9, the grant of a N4,000,000 car loan and a N5,000,000 mortgage loan, and through Exhibits D2 and D10 the outstanding balance and the demand. More telling than any document is the Claimant's own admission under cross-examination that he "took a loan of over N5 Million from the Defendant which he did not continue servicing after the termination of his employment." Once a debtor admits the loan, the law places on him the burden of proving repayment or discharge; the creditor is not put to further proof of a debt the debtor concedes. That principle, affirmed in Okoli v. Morecab Finance (Nig.) Ltd (2007) All FWLR (Pt. 369) 1164 and in GTB Plc v. Demrowl Int'l Co. Ltd (2023) LPELR-61458(CA), applies with full force here. The Claimant's only answer was that an insurance clause obliged an insurer to liquidate the facility on his termination. But this defence was pleaded solely in his Defence to the Counterclaim, which was unaccompanied by any statement on oath and supported by no evidence, and was therefore deemed abandoned. Beyond the pleading there was no insurance policy, no proof of premium, and no evidence of any payment by any insurer. An asserted contractual discharge that is nowhere proved cannot defeat an admitted and quantified debt. The Claimant, having admitted the loan and having led nothing to prove its discharge, remains liable for it. The balance of N5,101,019.95 reflected in Exhibit D10 stands proved. The Defendant also seeks pre-judgment interest at 21% and post-judgment interest at 15%. Pre-judgment interest is not awarded as of course; it must rest on agreement, mercantile custom, or a principle of equity, as explained in Air France v. Owualah (2018) LPELR-45841(CA). The Defendant asserted 21% as customary for banks but tendered no loan agreement fixing that rate and led no evidence establishing such a custom with the specificity the law demands. I therefore decline the 21% pre-judgment interest as unproved. Post-judgment interest, however, stands on a different footing, being provided for under the Rules of this Court, and I award it at 10% per annum on the judgment sum from the date of this judgment until liquidation. On this issue, I find that the Defendant/Counterclaimant has established its Counterclaim to the extent of the principal sum of N5,101,019.95, and is entitled to judgment in that amount with post-judgment interest, but not to the pre-judgment interest claimed.

23. In the result, the Claimant's suit fails in its entirety and is dismissed, and the Counterclaim succeeds to the extent set out below.

ORDERS:

1. The claim for a declaration that the termination of the Claimant's appointment was null and void is refused, the termination having been found lawful and for valid cause.

2. The claim for a declaration that the Disciplinary Committee's proceedings violated the Claimant's right to fair hearing is refused, the Claimant having been queried, investigated and heard in accordance with natural justice and the contract of employment.

3. The claims for an order setting aside and reversing the termination, for payment of entitlements from the date of termination, and for N500,000,000 as damages, are each refused, the termination being lawful.

4. The claim for N5,000,000 as cost of the action is refused.

5. Judgment is entered for the Defendant/Counterclaimant against the Claimant in the sum of N5,101,019.95 being the outstanding balance of the loan facilities admitted and proved.

6. The claim for pre-judgment interest at 21% is refused as unproved; post-judgment interest is awarded on the judgment sum at 10% per annum from the date of this judgment until final liquidation.

7. Each party shall bear its own costs.

Judgment is entered accordingly.

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HON. JUSTICE (PROF.) ELIZABETH A. OJI